Embracing Change
by Akuneisa
Summary: South Park has turned from a quiet mountain town into an overpopulated, hectic, small city. The boys are in their sophomore year, and it seems like everyone is changing and growing apart. Except for Eric Cartman and Butters Stotch, who find something they weren't looking for in each other. Cutters (Cartman/Butters) fanfic.


**Author's Notes: **_This is my very first South Park fanfic. It's been five years since I've posted a story on this site, and I'm really excited to be back. I recently renewed my love for this show, and hence this story was thought up. The first chapter or two may start out slow, but please stick with me. I love to hear back from my readers! Constructive criticism is always welcomed, but no flames please. We all know how to be respectful on here. (: ON TO THE WARNINGS!_

**Warnings: **_This will be primarily a Cartman/Butters tale. (Cutters/Buttman/Cartters… whichever.) The rest of the pairings are a secret. The story will tell itself. Also; __**Angst, Language, Adult Situations and Violence **__are almost always a guarantee. _

**Disclaimer: **_I most certainly do NOT own South Park. Credit goes to Trey and Matt._

_With that being said, please continue reading and enjoy. _

* * *

__Nothing stays the same.

Not even a quiet, secluded mountain town that was known for strange happenings and constant publicity. But even with all the attention that South Park had gained over the years, no one ever thought the town itself would change so drastically.

The snow still fell just the same as it always did; except now it fell on dozens more roofs than before. There were more people, more stores, more streets, more homes… And suddenly, within the short space of a couple years, their quiet little mountain town had grown into a small city.

There were so many new families that had moved to South Park that the elementary school had to go under construction, adding a new, larger building to the campus to accommodate the ever-growing roster each year.

The same was true for South Park High School. It had grown two or three stories since the town's expansion. Graduation rates were up, and so were housing costs.

Still, there were many families that suffered through the change.

The McCormick's, who were _already _below the poverty line, underwent foreclosure of their home and assets, and resorted to moving into a one bedroom apartment.

Because of the raise in taxes to fund the reconstruction of the school and the creation of new housing developments in the area, most of the people in town were struggling to make ends meet. All the families who had lived in South Park long before the change occurred were now faced with staggering debt, unstable households, and uncertain futures.

No, indeed nothing stays the same.

* * *

Eric Cartman had never been a man of few words.

Since he was young he'd always been the loudest, most offensive and most obscene out of his group of friends. He'd topple over _anyone _to have the last word. No matter what, even if he was wrong, he was still right. It took an army to get him to apologize for anything.

Steadily, however, like everyone does, he began to grow and mature- _slightly. _The vulgar sense of humor he once had as a child had become refined. The manipulation and cunning that was once so out of control had transformed into something more educated.

Cartman _always _got what he wanted. That much didn't change. Just his means of acquiring what he wanted did.

For the most part, he still retained his big mouth. Years of listening to Stan Marsh and Kyle Broflovski telling him to shut up never made an impact in the slightest. He would say _what _he wanted, _when _he wanted. He was still known at school for being a self-righteous bully. Talking down to people he felt were lesser than he was something he never did seem to break himself of. For the most part, after going through elementary, middle and now part of high school together, most everyone knew that no one was going to change Cartman. They had all succumbed to the fact that he would always have the same self-entitled, indulgent, stubborn mentality.

If anything, it was comforting to most of the kids. At least _something _stayed the same in South Park; even if it was something as unsettling as Cartman's lack of personal growth. Sure, his methods of cruelty had evolved, but underneath that was still the same 8 year old boy who couldn't recognize compassion if it smacked him in the face with a bag of Cheesy Poofs.

* * *

The Stotch residence was quiet- save for the tapping of a pen on an old oak table.

Stephen "Chris" Stotch was intent on the paperwork he was sorting through, trying to consolidate bank accounts that were no longer necessary to keep open. His eyes searched each document, focused on each number. Somehow his family had managed to survive the influx of new residents to the area. Chris had invested some money into the housing developments that had been put up, knowing that the revenue would someday return to him and put his son through college.

In the mean time though, they were struggling. The pressure for his son to get a scholarship loomed in the air. There was no way they could afford four years of university schooling based on the income they had now. College was only two years away, and it seemed as though time itself was creeping up on them.

A creek on the stairs broke his concentration, and he lifted his dark eyes to peer up at what had caused the intrusive noise. His face softened slightly when he saw his son standing just at the base of the steps. He leaned back in the chair, heaved a sigh and set down his pen. "What is it, Butters?" he asked, bringing one hand up to rub at his temple.

Slowly, the boy began walking into the kitchen, his knuckles grinding together in his characteristic way that told anyone he felt a certain amount of stress or tension about what he was going to say next. "I finished all of my homework for the next two days, d-dad. It's still e-early enough that I figured maybe I c-could go ou-outside?" He hesitated, and then quickly finished with, "Just for a little bit, p-please?" Bright blue eyes searched the room for something to look at to avoid his father's usual look of disappointment.

Chris sighed again and gazed up at the clock that hung above the doorway to the kitchen. 6:24pm. He supposed it was still early enough for his son to go socialize for a little while. He knew that his methods in raising Butters had not always been conventional, but he and his wife Linda had always done what they thought was best for him. Even if that meant keeping him on a tight leash.

The boy _was _prone to getting himself into problems. He just never learned his lesson.

"Alright," Chris finally conceded. "But you'll be home before 9. Scholarships aren't achieved by flightiness. No one ever accomplished anything without some discipline and proper guidance."

_Gee, dad, is that all you think about? _

But instead of vocalizing that thought, Butters nodded his head and briskly turned around and headed up the stairs to throw some warm clothes on. He had learned over the years not to fight his dad on some things. Hell, on _everything. _It usually only made things worse. He kept his inner voice quiet, and obeyed his parents.

Most of the time. His group of friends had a knack for pulling him into situations he wanted no part of. And he always seemed to be the one who endured the blame and punishment for everyone else's mistakes.

Part of him knew he deserved it though. After all, he really did make his parents sore sometimes. It was for the best that they didn't go easy on him when it came to reprimanding and punishing him.

Butters dug through his drawer to pull out his big blue sweater, knowing it was the one piece of clothing that kept him the warmest on chilly days. Putting his arms through the holes and pulling the garment over his head, he let his eyes wander out the window next to his bed.

Little flakes were falling from the heavens, adding to the bed of snow that always covered his town. He smiled a little, relieved to be getting out of the house. Since high school had begun, he rarely saw his friends anymore. He was a Class A Shut-In. A hermit. Not by choice, of course. His studies were the most important thing to him. Well, to his parents.

He grabbed his gloves off the dresser and shut his bedroom light off, musing to himself about snow angels. How long had it been since he'd made one?

He quickly descended the stairs, and headed for the front door to slip on his snow boots. He laced them quickly, not really caring too much if they came undone during his adventures outside.

Just before his hand touched the doorknob to leave the house, his father's voice coming from the kitchen broke his thoughts.

"9 o'clock, son. Don't make me come looking for you."

"Yes, dad."

* * *

"I'm hungry."

"You're always hungry, fatass."

"Don't call me fat, you fucking Jew!"

"Shut up, guys. I know where we can eat."

Kyle Broflovski and Eric Cartman both stopped mid-argument to turn and look at their mutual friend, surprise on their faces, both obviously temporarily forgetting their usual banter.

Stan Marsh grinned and before he could get his next sentence out, Cartman interrupted.

"I swear to fuck, Stan, if you say City Wok I'm going to kill your mom," he threatened, eyes narrowing.

"Dude, Kenny works there. Why the hell would we go anywhere else when we can go there and get free food?" Stan retorted, knowing that two things Cartman could never pass up were "Free" and "Food."

Kyle nodded in agreement. "He's right dude. Besides, I only have like 5 bucks. I'd rather go eat a ton of shitty Asian food for free, then spend my five bucks."

Cartman smacked his hand to his forehead. "Of course! My mistake- I _forgot _Jews were cheap asses." He smirked and peered at his red-headed friend to gauge his reaction.

"It has nothing to do with my ancestry, you stupid fat fuck," Kyle snarled, rounding on Cartman. His green eyes glinted with anger, which did nothing but satisfy the bigger boy's need for a visible effect. "Besides, we haven't seen much of Kenny recently, except for in school, and that almost _never_ happens either."

A brief silence passed, each of them quickly pondering that statement.

It _was _true. About a year ago, Kenny had filed for emancipation from his parents. When they lost their home and had to move to an apartment, the drinking and drug usage became a lot worse. The lack of personal space and the verbal and physical abuse drove the McCormick boy to set an appointment with the court to appeal his independence. After several months of court hearings, the court granted him emancipation. He went to a lot of work to be free from that household. He had to prove in court that he had a steady income, and also a place to live on his own. Chris Stotch, who had ties to the home developers in town, had offered Kenny a small one bedroom home just outside the city limits. He charged Kenny next to nothing to live there, knowing the kid was still in school and working full time.

Since the emancipation, Kenny was _rarely_ in school. He was one of the only employees for City Wok, and therefore most of his free time was already spoken for. It was a small price to pay for being away from all the pain he'd felt at home with his parents.

Stan finally nodded, breaking the silence at last with, "My point exactly. We should go get some food, and see if Ken—"

"Hey, fellas!"

Stan paused, and he and the other two boys turned around to see the face they all knew that voice could only _possibly _belong to.

Leopold "Butters" Stotch was approaching them quickly, jogging through the snow to greet them enthusiastically, as he always did. His smile was broad and toothy, and his brilliant azure eyes did nothing to betray the innocence held behind them.

Cartman let out an audible groan, clearly not ecstatic to see the boy joining them. Kyle responded with a quick nudge in the chubby boy's side.

"Hey Butters," Stan chimed back, a grin gracing his lips. He was very fond of Butters, despite the fact that Cartman frequently complained when he'd join them in whatever misadventure was taking place.

"We were just about to go visit Kenny at work. You wanna come?" Kyle inquired, patting away some of the snow that had collected on his coat.

"Well sure! I haven't eaten dinner yet, but I didn't bring any money. Should I go home and ask for some?" The pitch in his voice changed suddenly, and he shook his head. "W-wait, never mind. If I go home, I may not be allowed to come back out. Ah shucks, maybe you should go along without me."

The other boys exchanged confused looks, and Stan quickly responded. "No, dude, don't worry about it. Kenny won't make you pay anything. It's not like City Wok doesn't throw out a ton of uneaten food every day. You'll be fine." He gave Butters another smile to reassure him.

"Ugh, guys, can we just go? All you're doing is talking about food, and we're no closer to leaving than we were ten minutes ago. I'm seriouslah gonna die if I don't eat something soon." Cartman stopped momentarily, and shot a look at Butters. "And I suppose the fag can come, too." As if he needed to give a final approval on the matter.

Over the years, Butters had served as Cartman's personal verbal punching bag, and object of constant ridicule. Aside from Kyle, no one endured more shit from the overweight adolescent than Butters. However, since high school had started, the Stotch boy had disappeared from all of their lives. He obviously didn't have much of a social life, because aside from seeing him in class, none of the boys ever saw him leave his house.

It silently bothered Cartman. Butters had always been the unofficial fifth member of their circle. And as much as his naivety and do-gooder attitude pissed Cartman off to the core, he somehow was never fully able to hate the kid. In fact, not having him around as much in the past year or two had really done something strange to him. It was like a piece of their group had been missing. That, on top of Kenny's absence, was a little too much change for Eric to handle.

Kenny had been Cartman's best friend since early childhood. Without him around, there was an emptiness inside of him that even Casa Bonita couldn't fill. Although he'd never admit it out loud, sometimes that empty space felt a little smaller when he could let out his anger on the people around him. Typically, it was Kyle who got the brunt of Cartman's aggression. It was never as satisfying though as bullying _that stupid little fag Butters. _

All of these thoughts were floating about Cartman's head as they started the brief walk to City Wok.

A few moments of silence passed, nothing but the sound of their boots trudging through the snow, and the occasional car passing by echoing through the street.

Kyle didn't do well with silence. "So, Butters, have you made any progress on that project in Mr. Bakers class? I'm practically finished." He went on to explain how high school work was painfully easy, and gloated that he could probably graduate with a 4.0 blind folded.

"Gosh, Kyle, you're lucky. My parents tell me that I'm too unreliable to focus on my school work all on my own," the blonde stared at the slushy mess at his feet as he spoke, feeling the shame that came with the words. "They don't let me leave the house much, on account of the fact that I h-have a lack of commitment to my grades."

Cartman scoffed to himself, while trudging along a few feet behind the other three boys. _Lack of commitment? The only thing Butters has ever NOT committed to was NOT committing. _The kid was a people pleaser. Everyone knew it, and most everyone took advantage of it.

Still, he couldn't help but feel a small twinge of remorse for the boy and how opposite their lives were. His mom could care less if he made it to college, and here was Butters with his parents breathing down his neck, making it impossible for him to enjoy his teenage years.

He shook his head. _What the hell am I thinking? Fuck Butters. He's a pussy-fag who needs to stand up for himself once in a while. I'd never let my mom keep me inside all day. _His chocolate brown eyes lifted for a moment to stare at the back of the boy he'd been musing about, considering him carefully.

Butters had grown considerably since childhood. Adolescence had been kind to him, giving him a little bit of height, and a toned but slim body; still easily overpowered by anyone bigger than him though. He still sported a head of blonde hair, always clean and neatly combed. His shoulders were small and rounded, giving him a girlish shape to his torso. His image reflected so much of who he was when they were young, never outgrowing his love for blue sweaters. And the one thing that hadn't changed was his sweet, endearing, _enduring _personality. He would still do just about anything to feel accepted among his peers.

Cartman snorted at his own thoughts, bewildered by them.

Stan peeked over his shoulder and locked eyes with him, giving him a questioning look. "What's up, dude? You've been pretty quiet."

"Jesus Christ, why'd you have to say something? I was enjoying the fact that the fatass hasn't spoken in nearly ten minutes!" Kyle barked, playfully socking Stan in the shoulder.

"Fuck you, Jew," Cartman mumbled. That comment had knocked all thoughts about Butter's out of his skull, and replaced them with the self-loathing internal monologue that seemed to keep coming up more and more over the last few months. He had never really given much thought before recently about his weight, or his self image. His mother had always comforted him by telling him that being big-boned ran in their family. She'd coddled him as a child, gave in to his manipulative ways. Food and material items seemed to be the only thing that filled up that empty space, if only for a little while.

But it seemed that as he got older, Cartman's self awareness about his body increased. He _had_ become much taller and more proportionate than he was in elementary and middle school; his shoulders were broad and his chest was built, but he was s_till_ overweight. That fact bothered him, but he never let it show. Especially when Kyle pointed it out.

His insecurities were _his, _and he'd keep them silent.

"Oh boy, I sure am hungry," Butter's voice broke through his line of thinking, and suddenly everyone's eyes looked up ahead to see that City Wok was a mere few yards away.

The thought of food temporarily drained Cartman of all prior negative thoughts, and he smirked, ready to devour some good ole shitty beef.

* * *

Kenny McCormick sat perched on a stool behind the register. His head was rested in his palm, and he kept glancing up at the clock, willing it to move _faster. _It seemed the more he looked at it, the slower it would move, to the point where the hands were almost moving backwards, teasing him.

Since South Park had become increasingly larger in population, more restaurants and cafes and diners had been built. No one ate at City Wok anymore, except the usual customers that couldn't stay away from the MSG filled food. The lack of business made his days at work drag on, and made his desire to come to work fade quickly.

The only thing that kept him from quitting his job was the fact that if he lost his employment, he'd lose his freedom. The court would give his parents' custody of him again, and his life would shift back into what it was before.

He closed his blue eyes for a moment, gritting his teeth against that thought. He opened them back up to peer again at the clock.

6:59pm.

Only a moment had passed.

_Shit. _

He started to stand up and prepare to throw out the food that had gone past its hold time, when he noticed four figures through the window, approaching the restaurant. He narrowed his eyes to get a clearer look of who was coming, and suddenly the four bodies looked all too familiar.

A wild grin spread over his pale face when he could make out a blue sweater, a red coat, a green hat and a blue hat with a red poof-ball. The clothing that each of them had worn since early youth was a clear sign of who they were. Though they all had grown, their affinity for their distinctive garments never did change.

Kenny slid out from behind the counter and made his way to the front of the restaurant just in time for the four boys to come bursting through the door.

"KENNEH!"

"Hey, Ken!"

The boys exchanged swift hugs, and Kenny greeted them animatedly, overjoyed that he now had company to pass the time with.

"The old man has you working a ton of hours, dude! We never see you anymore!" Stan remarked, when the commotion settled.

Kenny ran a hand through his unruly mop of dusty blonde hair. "Yeah, it's probably because I'm the only reliable employee he has. The other two dudes who work here call in sick all the time, and I need the money so I can't exactly complain." He gestured behind him and continued, "You guys hungry? There's a bunch of shitty beef and shitty shrimp that I was just about to toss out. It's been sitting for almost an hour and a half, but it won't kill you. You might be on the toilet for a while tonight, though."

There was no need to ask twice as each of them bolted to the counter to start choosing their entrees.

Butters lagged behind them a bit, feeling rude for accepting free food. His parents would surely chastise him if they knew he was doing so. Part of him felt out of place, but he tried to ignore it as he waited his turn to tell Kenny what to put on a plate for him.

Kyle and Stan each opted for a plate of shitty shrimp and shitty rice, while Cartman chose the shitty beef, with a side of shitty noodles. Butters stood at the counter, the last of them to order. He gazed at the different side dishes in front of him, his finger on his chin, and debated to himself whether he should get the shrimp or the beef.

Kenny was leaning against the counter, patiently waiting for the Stotch boy to make a selection. "If you want, I can give you a little of almost everything," he said, reaching for a plate. "That way you don't have to pick."

Butters looked up at him from across the food. "A-are you sure that's okay? I feel pretty awful accepting this. Can't you get in trouble?" The concern on his face was sincere, and it made Kenny burst out laughing.

"No, not at all. The old man is usually in the back doing paperwork this time of the evening. It's honestly food that no one was going to eat _anyway. _I'll tell him I threw it out," he assured, beginning to place several small portions of food onto a plate for the other, smaller blonde.

The three boys had already begun to eat, Cartman taking the lead as per usual.

Butters finally joined them with his plate. It looked like a collage of different ornately colored food, and despite the fact that most of it tasted like the same high-fat cooking oil it was cooked in, it was truly enjoyable.

Outside the snow had started to fall more vigorously, and the last bit of light from the sun disappeared over the jagged, mountainous horizon line. It created a calm kind of peacefulness to be inside the restaurant and out of the cold, each of them thankful for the food and company.

Kenny made himself useful around the lobby, keeping close to the table his friends were at so he could partake in the conversation being had. He swept the floor, and cleaned off tables that no one had even used.

A half hour passed, and by then their plates were empty.

Stan glanced up at the clock on the wall. "Shit, I need to get going home. I want to take care of some school crap before I settle in for the evening."

"Yeah, same here. I have a show coming on at 9 and I still have homework to catch up on," Kyle added, scooting his chair out. "You gonna be at school tomorrow, Kenny?"

"I'm not sure. I'm going to try, but it all depends on how early I have to come into work. I don't think there's anyone here to open the restaurant tomorrow morning. I can probably make it to early morning classes, but I'll have to be back here by eleven," he shrugged, and stacked the empty plates on top of each other.

"I feel pretty bad about eating all that food and then leaving like this, man," Stan said, placing a hand on Kenny's shoulder. "Can you promise you'll start making more time for us? I swear, we haven't seen you for more than an hour at a time in the last month, and most of that was during class."

Cartman, who was busy trying to get shitty sauce off of his pants nodded in agreement. "As gay as Stan made it sound, it's true."

The conversation ended inevitably with Kenny agreeing to set more time aside to see his friends. None of them enjoyed the distance. They'd all been inseparable since preschool, and even though Kenny had more responsibilities than any of them, they still expected a certain amount of his time.

After saying goodbye, the four boys left their sandy blonde friend behind and began the walk back to their respective residential neighborhoods.

* * *

The streets of South Park had quieted down now that it was nightfall. Each window of the houses they passed had the glow of a light from inside, emanating warmth and making them all wish to be inside their own homes. The wind howled through the tall trees that lined the town, adding a frigid chill to the air. It didn't help that the amount of snowfall had somehow increased since they left the restaurant.

"You think school will be cancelled?" Stan inquired, raising his voice to battle against the roar of the wind. He winced at the little ice particles hitting his bright red cheeks, but tried to overlook it. "It hasn't snowed this hard and this much in a _long _time. I don't think they'll put the school busses out on the road tomorrow if it keeps coming down like this."

Cartman's ears perked up. "We're talking about a potential snow day? Oh dude, kick ass. I'm gonna be on the couch all day, watching reruns of Maury and eating chocolate chip pancakes," his mouth practically watered at the intoxicating idea, no longer paying mind to the torrential storm they were caught in.

"You're talking like it's already happened, dumb ass. We won't know for sure until the morning when they announce it on Park County news. Until then, we may as well carry on like school is happening tomorrow," Kyle stated, shooting a look at Butters to get his approval. If anyone could agree with that kind of academically focused outlook, it was Butters.

The small blonde shrugged and gazed up into the falling flakes, as if they would answer the question they all were wondering. He stayed that way for a moment; walking and staring straight up. It was like he was standing in a snow globe, watching little dots of white fly past him and on top of him and around him and next to him—_everywhere_. For a moment he became lost in looking upwards, transfixed by the surreal illusion it was casting. It wasn't until he smacked face first into Cartman's back that he was pulled away from the short-lived snow globe fantasy he'd been having.

Cartman stopped instantaneously when Butters made impact, a little thrown off by the sudden contact. "Fuck, Butters, watch where you're walking," he spat, not putting much care into whether or not it was an accident.

"Shut up, Cartman. He wasn't looking," Kyle said, defending him.

"Shucks, Eric, I'm sorry. F-for a moment there, I thought I was walking inside of a giant snow globe," Butters replied, rubbing his gloved knuckles together, feeling perhaps more awkward than before.

"Don't apologize, dude," Kyle said, exasperatedly pinching the bridge of his nose and shaking his head. "If Cartman's ass wasn't so fat, and he didn't take up most of the sidewalk, you probably wouldn't have run into him."

Stan chuckled, and Butters was speechless, unsure of how to respond to that.

He didn't have to, because Cartman was on it like white on rice.

"You stupid, inbred, faggot-loving Jew bitch!" the bigger boy shouted, whirling around to face Kyle. His big shoulders arched back, and he stuck his chest out, gaining a considerable amount of size over the red-head. "I swear to God, if you call me fat one more time tonight, I'm going to rip your ugly head off of your scrawny little neck and paint the fucking street with it." His eyes flashed, and for some reason it wasn't fun and games anymore.

Kyle smirked and took a step back to put some distance between them. "You're pathetic, Cartman. You can dish it, but you sure can't fucking take it." He glanced at the street sign a yard or so away. His street. "Screw this, I have to go. You coming Stan?"

Their houses were just two apart from each other, and Stan, not wanting to put any more strain on the issue, nodded at Kyle. "Yeah, I'm coming." He gave a wayward half-smile to Butters. "See you tomorrow probably." He threw a quick glance at Cartman with a little nod, and trudged off after Kyle. He knew his best friend just needed to cool down. This was nothing out of the ordinary for them.

Cartman stood there for a long moment, his brown eyes fixated on the ground, a little agitated with himself for showing Kyle that his words had affected him more than they normally did. He really needed to work on this self-image thing. It was starting to make him look weak in front of his friends, _dammit!_

"Y-you okay, Eric?"

"Hm?!" Cartman's eyes shot up in astonishment. He had almost forgotten that Butters was still there. "Oh, uh, yeah. I'm fine, Butters. Just fucking forget it, because I don't want to talk about it." He crossed his arms and looked away, unable to meet the caring blue eyes of the other boy.

"The th-therapist I used to see s-said that when you cross your arms, your body language says that you're emotionally closing yourself off to a discussion because you are afraid of showing your feelings," Butters said, his voice low and close to inaudible over the sounds of the weather. The wind whipped his blonde hair about, distorting it from its usual neat appearance.

Cartman pulled his jacket tighter around himself, and shrugged the comment off. "I said forget it," he mumbled. "Shouldn't you be going home? Wont your asshole parents get pissed if you're not in your cage by now?" His tone was sharp, but anyone with common sense could tell he was simply being evasive.

"They told me I could stay out till 9 tonight," Butters replied, smiling a little. "And it's only a few minutes before eight, so I have some time to kill, I suppose."

"Go kill it with someone who cares," Cartman's response was as cold as the ice beneath their feet. He avoided eye contact, still lost in the anger that was vibrating inside of him. _I don't want to sit and talk to you about my fucking feelings. It's a waste of time. Nothing will change—_

Butters had spoken, and in the midst of thinking to himself, Cartman had missed what he'd said completely. "What did you say?"

The blonde cleared his throat, and spoke again, this time clearly louder than the last. "I s-said, there's nothing wrong with you, gosh darnit." He broke his sentence off there, seeing the look of confusion on the brunette's face. "Wh-what I mean is," more hesitation, and the nervous rubbing of knuckles. "You shouldn't get so mad at Kyle for saying things about your weight. Be-because nothing's wrong with you. You look just fine to me," he finally concluded, his face tinged a shade darker, the embarrassment slowly creeping over him.

Cartman looked dumbfounded. Scrambling his brain for a smart ass comment to come back with, he came up short. It was the closest thing to a compliment that anyone had ever given him. And it came from the one person that he absolutely did _not_ deserve a compliment from. A word tried to form in his mouth, but all that came out was an estranged noise that sounded more like a cough than anything else.

_I look… fine?_

At last, coherent thought filtered back to him. "Don't be a fag, Butters," he managed, at length. The flustered tone the words were spoken in betrayed the indifference behind them. "I'm pretty sure I'm still the fattest kid in South Park." He swallowed, still unable to make complete eye contact with the kid standing right in front of him. _What the hell am I saying? I can't leave myself open like this. It's no one's God damn business how I feel about myself…_

"O-oh uh, alright then, Eric. I was just trying to help." Butters shifted his weight from one foot to the other, a little uneasy with the awkward angle this conversation had taken so quickly. He had truly meant what he said. Although Cartman had always been his biggest tormentor and antagonist, Butters had spent enough time around him through their school years to allow himself to see Eric as more than just a bully. For some reason he knew that inside Eric was a different person than what he showed on the outside. Cartman had a strong personality- whether you perceive it as a negative or a positive, it was still _strong. _He knew how to talk his way out of almost anything, and when he set his eyes on a goal, he achieved it. (Even if his goal or his intentions weren't pure, the determination and dedication alone was admirable.) And perhaps that was the reason that Butters appreciated his bully, and still hung around him; because even though Cartman was flawed, he was unique. He was someone whose passion was admirable, although his choices were not.

Yes, that was it. Butters _admired _him. He supposed that the reason he consistently placed himself in Eric's company was because he wanted to be around the person he looked up to. It was odd, he thought, to look up to someone who'd made his life hell for so long. But the strangest thing about it was that Butters really never cared all that much. Even if the attention he was getting from Eric was negative, at _least _he was getting the attention from him. It was bittersweet, but it's what kept him coming back to that same group of friends.

Butters took each of these thoughts into consideration, and without hesitating further, he set a hand on Cartman's arm and decided to vocalize part of his thinking. "I meant what I said," he stated, no stutter in his voice, seriousness covering his face. "There's nothing wrong with the way you look, I _promise._" His thin, gloved fingers gripped the other boy's jacket, attempting to show some of the sincerity he felt.

It was like an electric shock went off through Cartman's body, starting at the spot where Butters now held fast to him. His skin burned beneath his coat, the contact between them sending waves of feelings throughout him that he couldn't even begin to understand or process. His eyes finally met the big blue ones staring at him, and he shook his head, ripping his arm away. "Look, I told you I don't care. You don't have to try and make me feel better about it," he said, taking a step towards him, glowering as best he could.

When Butters said nothing and wouldn't stop making eye contact, Cartman snarled and turned around. "I'm going home, dude. I'll see you later," the way he said it seemed like a promise, more than an obligatory statement.

Butters stood there in the falling snow for a long moment, watching the bigger boy make his way down the street.

_I should have kept my mouth shut, gosh darnit. _

He couldn't help but sigh, unable to understand why he'd felt the need to say what he did in the first place. He supposed that he didn't like seeing Eric truly hurt by another person's words. That seeing him troubled like that, made him feel like he had to somehow make things right.

Was this… friendship? I mean, that's what friends do, right? They stand up for each other, and comfort each other when one of them is upset.

_No, _he thought, beginning the walk back to his own home. _No, because this feels different then comforting Stan or Kyle, or any of my other friends. I want Eric to appreciate what I'm saying… to really hear it. I want to hold him when he feels sad, or hurt. I want to touch his face and hear him thank me for caring so much…_

Butters stopped dead in his tracks, only a few feet in front of his house. He looked straight ahead into the darkness behind the trees, and let his mind mull over that thought.

If this wasn't ordinary friendship… than it must be…

"Butters, come inside! It's terrible out!" Linda Stotch's voice rang shrill through the cold night air, and she was posted up on the stoop of their front door, clad in a large, lush purple bathrobe.

He looked up at his mother and nodded, not allowing himself to think anymore on the subject.

When he got into his house, he glanced up at the clock quickly to make sure he was safe.

8:42 pm.

_Whew, I thought I was grounded for sure. _He heaved a sigh of relief, and took his coat and gloves off. His mother made her way back into the kitchen, where she resumed cleaning up the dishes leftover from dinner.

As Butters sat down on the couch to remove his snow covered boots, he couldn't help but think of the events of the evening. It had been a nice change of pace to get out of the house and spend some time with his friends. He'd eaten a good meal, and got to enjoy the erratic weather for a while…

But no matter how many times he played the scenes from that night over in his head, the only thing that kept sticking out was the few short moments he'd spent attempting to console Eric. Part of him wished they could have hung out longer and talked a little bit more. In fact, the more he thought about it, the more he couldn't wait to see Eric again.

It excited him to know that when he woke up in the morning and went to school, he'd be able to share company with the bigger boy again. For some reason, that kept a smile on his face.

Butters didn't quite understand what he felt for Eric Cartman. But as he wandered up the stairs to his bedroom, and shut the door behind him, he knew for certain that it wasn't just a friendly sort of adoration that he felt. His stomach was in knots everytime Eric would speak to him, or look at him, or even make fun of him. It didn't matter w_hat _kind of attention Cartman gave him, because all of it made Butters feel a strange kind of burning in his tummy, and left his mouth dry and his head spinning.

The only way to figured it out, he thought, was to spend more time around Eric than he had been recently. These foreign revelations were fairly new to him, so before he jumped to any conclusions about his own feelings, he had to be sure they were real.

Butters sat down on his bed and looked out the window at the thick blanket of white that had enveloped South Park over the last couple hours.

_Gee, I sure hope they don't cancel school tomorrow. Otherwise I'm going to have to make up an excuse to see Eric without going to school. _

He gazed down at his hands, nervously rubbing his knuckles together, biting down hard on his lower lip. It was going to be very difficult to not act different around Cartman. Now that Butters had come to realize that his feelings for his friend were changing, he wasn't sure there was a way to hide it. He thought for sure everyone would be able to tell. Weren't things like this supposed to be obvious? He always heard kids gossiping at school about "Who likes Who" and things of that nature. Would they all be able to tell if he suddenly had started taking a liking to Cartman?

"Oh hamburgers..." he whispered aloud to himself, the fear creeping up in him. The last thing he needed was anyone else noticing how he felt. He couldn't let _anyone_ know until he understood it for himself.

Butters took a deep, clarifying breath and closed his eyes. Yes, that would be his plan. Keep silent until he knew whether or not he really _did _have feelings starting for Cartman.

And for the last time that night, Butters glanced at the clock, wishing for it to be bed time already so he could try and put his mind to ease.

9:01 pm.

It was going to be a long, sleepless night.

* * *

End Chapter 1

**Closing Notes: **_There you go! Chapter 1 is finished. I'm already working on chapter 2, so if you like it so far and want to see what happens next, please stick around to read the next chapter. _

_And, as always, please review for me! It helps motivate and inspire me to keep writing. (: _


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